Moore Medical Rejects Clinical Data's Offer

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Moore Medical Corp. has rejected the effort made by Clinical Data Inc. to acquire the company last month, saying that it would continue with its planned acquisition by McKesson Corp.


"Clinical Data's conditional cash and stock proposal is not, and is not reasonably likely to result in, an offer that is more favorable to Moore Medical's stockholders than the $12 per share, in cash, that McKesson Corporation has agreed to pay to Moore Medical shareholders," president/CEO Linda M. Autore said in a letter faxed March 2 to Clinical Data president/CEO Israel M. Stein, M.D.


Moore Medical -- a New Britain, CT, multichannel marketer and distributor of medical, surgical and pharmaceutical products to about 100,000 healthcare practices and facilities in non-hospital settings nationwide -- expects to finalize the McKesson deal about April 1.


Autore said that Clinical Data's stock is "highly illiquid," with insider ownership exceeding 70 percent of the outstanding shares, has limited institutional ownership and an average daily volume for the past month of about 2,700 shares, excluding the significant volume traded on Feb. 23 through Feb. 27.


"During this period, Clinical Data's stock experienced significant price volatility," she wrote. "This profile of a controlled corporation with a volatile stock price suggests that Moore Medical stockholders would have little liquidity in their shares after a stock transaction with Clinical Data and therefore limited ability to capture the market value of their shares."


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